This Sales Agreement (the 

“Agreement”) is entered into _____tanggal_______________ (the “Effective

Date”), by and between ____________nama perusahaan kita dan buyer____________, with an address of
_____________________________ (the “Seller”) and _________________, with an address of
_______________________________, (the “Buyer”), collectively “the Parties.”
BACKGROUND:

Seller is the manufacturer/distributor of the following product(s):

 ___________jelaskan produk____________________________________________________________; 

and

Buyer wishes to purchase the afore-mentioned product(s).

THEREFORE, the Parties agree as follows:

1.  Sale of Goods. Seller shall make available for sale and Buyer shall purchase ___barang apa, spesifikasi
apa________
________________________________________________________________________
________________________________________________________________________(the “Goods”).

2.  Delivery. Seller shall deliver the Goods to Buyer at __________negara port____________________.

The Goods shall be deemed delivered when Buyer has accepted delivery at the above-referenced location.
The shipping method shall be determined by Seller, but Buyer will only be responsible for shipping costs
up to _____pelabuhan awal atau akhir__________.

3.  Purchase Price & Payments. Seller agrees to sell the Goods to Buyer for
__________________________________________harga dan term of
payment_____________________________. Seller will provide an invoice to Buyer at the time of
delivery. All invoices must be paid, in full, within thirty (30) days. Any balances not paid within thirty (30)
days will be subject to a five percent (5%) late payment penalty. 

4.  Inspection of Goods & Rejection. Buyer is entitled to inspect the Goods upon delivery. If the Goods
are unacceptable for any reason, Buyer must reject them at the time of delivery up to three (3) business
days from the date of delivery. If Buyer has not rejected the Goods within five (3) business days from the
date of delivery, Buyer shall have waived any right to reject that specific delivery of Goods. 
In the event Buyer rejects the Goods, Buyer shall allow Seller a reasonable time to cure the deficiency. A
reasonable time period shall be determined by industry standards for the particular Goods, as well as the
Seller and Buyer.

5.  Risk of Loss. Risk of loss will be on the Seller until the time when the Buyer accepts delivery. Seller
shall maintain any and all necessary insurance in order to insure the Goods against loss at Seller’s own
expense.

6.  Title. Title to the Goods will remain with the Seller until Buyer accepts delivery.

7.  Excuse for Delay or Failure to Perform. Seller will not be liable to Buyer for any delay, non-delivery
or default of this Agreement due to labor disputes, transportation shortage, delay or shortage of materials
to produce the Goods, fires, accidents, Acts of God, or any other causes outside of Seller’s control. Seller
shall notify Buyer immediately upon realization that it will not be able to deliver the Goods as promised.
Either Party may terminate this Agreement upon such notice.

8.  Disclaimer of Warranties. THE GOODS ARE SOLD ‘AS IS’. SELLER EXPRESSLY DISCLAIMS
ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO,
ANY IMPLIED WARRANTY OF MERCHANTIBILITY OR FITNESS FOR A PARTICULAR
PURPOSE. 
9.  Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABILE
TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY DAMAGES RESULTING FROM ANY
PART OF THIS AGREEMENT SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR
ANTICIPATED PROFIT OR LOST BUSINESS, COSTS OF DELAY OR FAILURE OF DELIVERY,
WHICH ARE NOT RELATED TO OR THE DIRECT RESULT OF A PARTY’S NEGLIGENCE OR
BREACH.

10.  Waiver. The failure by either party to exercise any right, power or privilege under the terms of this
Agreement will not be construed as a waiver of any subsequent or further exercise of that right, power or
privilege or the exercise of any other right, power or privilege. 

11.  Remedies and Legal Fees. In the event of a dispute, Buyer’s sole remedy for any and all losses or
damages resulting from defective Goods or from any other cause will be for the purchase price of the
particular Goods with respect to which losses or damages are claimed, plus any shipping costs paid by
Buyer. In the event such dispute results in legal action, the successful party will be entitled to its legal fees,
including, but not limited to its attorneys’ fees.

12.  Legal and Binding Agreement. This Agreement is legal and binding between the Parties as stated
above. This Agreement may be entered into and is legal and binding both in the United States and
throughout Europe. The Parties each represent that they have the authority to enter into this Agreement.

13.  Governing Law and Jurisdiction. The Parties agree that this Agreement shall be governed by the
State and/or Country in which both Parties do business. In the event that the Parties do business in different
States and/or Countries, this Agreement shall be governed by Indonesian law.

14.  Entire Agreement. The Parties acknowledge and agree that this Agreement represents the entire
agreement between the Parties. In the event that the Parties desire to change, add, or otherwise modify any
terms, they shall do so in writing to be signed by both parties.
The Parties agree to the terms and conditions set forth above as demonstrated by their signatures as
follows:

“SELLER”
Signed: _____________________________________
By: ________________________________________

Date: _______________________________________

“BUYER”
Signed: _____________________________________

By: ________________________________________

Date: ______________________________________